Exhibit 10.34
FIRST AMENDMENT TO AMENDED AND
RESTATED
THE CHEESECAKE FACTORY INCORPORATED EXECUTIVE
SAVINGS PLAN
This First Amendment to the amended and restated
The Cheesecake Factory Incorporated Executive Savings Plan (the
“Plan”) is effective as of January 1,
2009.
A.
RECITALS
1.
The Cheesecake Factory Incorporated,
a Delaware corporation (“Company”) established an
unfunded deferred compensation plan, entitled “The Cheesecake
Factory Executive Savings Plan”, effective October 1,
1999 (the “1999 Plan”), to provide supplemental
retirement income benefits for a select group of management who are
considered highly compensated employees, through deferrals of
salary and bonuses, and through discretionary Company
contributions. The 1999 Plan was amended by a First Amendment,
effective December 1, 2000; a Second Amendment, effective
October 1, 2001; a Third Amendment, effective January 1,
2003; a Fourth Amendment, effective October 1, 2004; and a
Fifth Amendment, effective January 1, 2005.
2.
On July 23, 2008, the Company
amended and restated The Cheesecake Factory Executive Savings Plan
so that the provisions of Exhibit A to the Plan would apply
only to any elective deferrals and Company Contribution Amounts
contributed or vested on or before December 31, 2004
(“Plan A”) and that the provisions of Exhibit B to
the Plan would apply only to any elective deferrals and Company
Contribution Amounts contributed or vested on or after
January 1, 2005 (“Plan B”).
3.
The Company now desires to amend
Plan B as follows: (i) to clarify that the vested portion of
Company Contributions may be included with Scheduled Distributions
and Unforeseeable Emergency Withdrawals; (ii) an Investment
Alternative designation filed by a Participant will become
effective according to
